Four months after finishing third in the seventh series of British reality singing contest The X Factor in December 2010, One Direction began recording the album in Sweden, the UK, and the United States, working with a variety of writers and producers.

The album received generally favourable reviews from contemporary music critics, many of whom appreciated the album's combination of melodic song craft and catchy, pop-oriented material that, while slickly produced, avoided the commercial cynicism and adult contemporary posturing of some of their '80s and '90s forebears.

Up All Night debuted to number one on the United States Billboard 200, selling 176,000 copies in its first week.

According to the International Federation of the Phonographic Industry (IFPI), Up All Night was the third global best-selling album of 2012 with sales of 4.5 million copies worldwide.

[4] Recording for their debut album began in January 2011, as they flew to Los Angeles to work with Moroccan-Swedish producer RedOne.

"What Makes You Beautiful" has a guitar-based chorus; Digital Spy's Robert Copsey likened it to a cross between Pink's "Raise Your Glass" and McFly's "All About You".

[18] The song has a "plucky" guitar riff and a "forceful" chorus with Lewis Corner of Digital Spy dubbing it "arena-ready".

[26] Up All Night was made available on CD and digital download in two editions: the deluxe edition, in hard form shape of a yearbook, features a book-sized collection of photos, quotes, and lyrics from the five members of One Direction, and two extra songs: "Stand Up" and "Moments".

"[27][28] For the North American release on 13 March 2012, Columbia Records executives used social media to shape its marketing campaign.

Columbia Records co-chairman Steve Barnett and his team decided to reverse the usual pattern of releasing a single on the radio.

Instead, the label mounted a four-month marketing campaign aimed at building a fan base through social media before a single was ever released or played on the radio.

The social media campaign asked fans to sign petitions and to enter video competitions to win a concert in their town.

[30] The performance started with hosts Ant & Dec announcing that the band was supposedly running late for their appearance, and cut to a video of One Direction boarding a London Tube carriage full of fans, as the studio version of the song began playing.

The band and fans disembarked the tube and made their way to the television studio, where the remainder of the song was sung live.

[33] One Direction performed "Gotta Be You", "One Thing", and "What Makes You Beautiful" at Capital FM's Jingle Bell Ball on 4 December 2011, at The O2 Arena.

[37] In the United States, One Direction performed "What Makes You Beautiful", "More than This" and "One Thing" on The Today Show at the Rockefeller Center on 12 March 2012.

Shortly after the announcement, British recording artist Olly Murs was confirmed to be the opening act for select dates on tour.

[48][49] On the tour, One Direction covered Kings of Leon's "Use Somebody", Gym Class Heroes' "Stereo Hearts", The Zutons' "Valerie", Ednaswap's "Torn" and The Black Eyed Peas' "I Gotta Feeling".

[61] The track sold 3,881,000 copies in the United States in 2012, becoming the best-selling song by a boy band in digital history.

[66][67] The song also served as the album's second single in the United States being sent to US contemporary hit radio (CHR) playlists on 22 May 2012.

[73] The track was certified platinum by the Recording Industry Association of America (RIAA) on 21 September 2012, denoting sales of 1,000,000 copies.

[78] AllMusic's Matthew Chisling commended the album for its appeal to the teenage audience, "limitless potential for the time being, this is a perfectly sized, and targeted, collection.

[16] Digital Spy's Robert Copsey commended the album for "a collection of pg pop rock with killer choruses" and summarised it as "an adorable as expected debut with a surprising amount of bite".

[85] In a detailed review, Jason Lipshutz from Billboard wrote, [Up All Night] demonstrates an originality in sound that was necessary for the revitalization of the boy band movement.

The electropop currently dominating Top 40 radio is seamlessly weaved into the pop harmonies made standards by 'N Sync, Backstreet Boys and 98 Degrees—for instance, the title track sounds like a hybrid of Backstreet Boys' "Larger than Life" and an LMFAO song, and even includes a Katy Perry name-check.

[86] Judah Joseph of HuffPost commented that "obviously, the five have vocal talent" and that the album "is full of surprisingly varied tracks, songs with British accents that somehow managed to sneak in, and a generally over-romantic cheesiness that can only be attributed to a boy band", ending the review by telling the group "to enjoy the immense worldwide success coming your way".

[11] Adam Markovitz of Entertainment Weekly perceived that the album "won't help the group earn much respect in music circles.

[80] The Independent editor Simon Price gave the album two out of five stars, and in an assessment wrote: "the album consists of fifteen installments of inoffensive daytime radio pop, of which half the songs sound like "I Want It That Way" by the Backstreet Boys, the other half like "Free Fallin'" by Tom Petty, it will sell by the zillion.

[108] In 2013 it was certified double platinum by Federation of the Italian Music Industry (FIMI), denoting sales of 120,000 units.

[115] The album was certified triple platinum by the Recording Industry Association of America (RIAA) on 26 July 2020, denoting shipments of 3,000,000 copies.